These terms and conditions of service are designed to ensure that both Design by Red and the client understand the basis on which we are to work together and that there are clear and fair protections in place to minimise risk for all involved. If any aspect of these terms is unclear or appears inappropriate to your business or organisation, please don’t hesitate to discuss it with us.
1. When does a project commence?
A project starts and these terms become effective on the day that the client signs or agrees to a quote or proposal supplied by ourselves and confirms that they are happy for us to proceed with the work.
The project will begin on the date that we have agreed to schedule the start of work. Projects are scheduled on a first come first served basis and payment of the deposit is required in order for us to reserve the team’s resources.
Once the deposit has been paid and project plan initiated, we will be allocating resources to start work on that day. We’ll provide our services within agreed timeframes and explain in advance of any expected delays. Our project plans are modest and do allow for a small amount of project-creep but they don’t allow for extensive delays in receiving your feedback. We want a great working relationship with you and will always be honest in our approach.
2. What does the quote or proposal mean?
All quotes issued by Design by Red are valid for 45 days from the date of issue. If you need more time to think about a quote, just let us know and we’ll see if we can extend it for you. Most of our quotes are fixed price and cover a fixed scope of work as described in the quote. The hours estimate in our project management systems is simply for our own internal planning.
However, there are some projects where it is not possible to provide a fixed price quote and these will clearly state that they are estimated and not fixed price.
Please also note that our hourly rates might change from time to time, in which case we will give you as much notice as we can, but a minimum of 30 days. Any changes to our rates will not affect existing quotes within their validity period or any current or scheduled projects where costs have been agreed.
3. What if you want to change your mind?
If you change your mind after you approve a quote but before the agreed project start date we will refund the deposit in full.
If you change your mind and wish to cancel a project after work has begun then we will simply charge for the time that we have already spent working on it, rounded up to the nearest whole day (8 hours). If this is more than your deposit, we will invoice for the difference. If it is less than the deposit, we will refund the difference.
4. Deposit payments
We charge a deposit of 50% project value for most work that we do. This reassures us that you are serious about the project and also provides us with essential cash flow while we are doing the work for you.
As standard we don’t start projects unless we have received the deposit, so prompt payment is important if you are in a hurry to get started. If you have a reason why payment can’t be made within 14 days, please tell us and we will try to come to some sort of compromise.
If you commission a project or service with regular installments such as a maintenance contract, the relevant installments must be received before the next stage of service begins.
For services like hosting, we will do our absolute best to avoid a situation where your service is suspended due to late payment from you, but naturally we cannot provide service indefinitely without up to date payments.
5. What if you don’t pay?
In the very very unlikely event that you decide not to pay for something that you have purchased from our team, we will do our best to work with you to find a solution. However, we will eventually need to draw the line and if an invoice has been 3 months overdue and we have not agreed a suitable payment date then we reserve the right to hand it over to a debt collector. We haven’t had to do this yet and hope we never have to!
6. Please pay by BACS (bank transfer)
Our accepted payment method is bank transfer and is stated on our invoices. We put our bank details on each invoice but feel free to get in touch to confirm the numbers if it puts your mind at ease.
7. So what are your standard working hours?
Our team work flexible hours but, for the purposes of clarity, our opening hours should be considered as 8am to 6pm Monday to Friday excluding national holidays. If urgent support queries are raised we’ll take a look at the very earliest opportunity – including weekends if needed.
8. When changes are requested
There are times during projects when you might need to change your requirements or ask for something extra. A change request is defined as anything not written in the original scope or proposal, agreed functional specification or quote.
When you make a change request, it might mean that the amount of work involved in the project will change. If extra work is incurred then we will charge for the extra time that we spend on it and you agree to pay for this time unless otherwise agreed in writing.
In the case of design work, most fixed price design projects include unlimited design iterations within the scope of the original brief, but these iterations expire at the point where you approve the design either verbally or in writing, or if you change the design brief. After that point, the time spent on any extra design changes that you request will be charged for at our hourly rate.
We always do our absolute best to ensure that your project launches on time, even in cases where we experience delays and changes along the way. However, it is important to note that our estimated timelines are just that… estimates. There are some things that you can do to help ensure that you get work delivered when you need it:
- Tell us when you need it. Be honest and tell us the reasons why this date is important to you.
- Give us the information, feedback, access and assets that we need promptly and in the formats that we ask for. We need to work as a team and can’t do our job without being supplied with everything that we need.
- Don’t change your mind. As mentioned above, it is your project and you are welcome to change your mind, but it is important to understand that changes can require extra time.
10. What about warranties?
All of our fixed price project work comes with a 30 day support period. This is measured from the date on which the work is launched. We understand that sometimes issues are not spotted straight away and so if you find any problems at all during the warranty period, we will fix them free of charge as quickly as we can.
If you discover an issue after the warranty period then you should still talk to us about it and we will do our best to find a fair solution.
Please note that there are some circumstances where the warranty may be invalidated as follows:
- You (or someone representing you) has modified code on the site
- You (or someone representing you) have installed plugins, themes, performed upgrades or changed settings that are responsible (partly or wholly) for the problems that you are reporting
- The problems are related to hosting or DNS.
11. Issues or problems
We work very hard to ensure that we consistently deliver high quality services but you need to know what our liability is in the event that something goes wrong.
Every situation is different but if we make a mistake, we will always put our hand up and try to find a suitable way of working through it up to you. In a worst case scenario though, our liability is limited to the amount of money quoted by us for the work in question, no matter how it was caused.
12. Changing code or content after launch
If you make changes to the site without telling us and then ask us to make some more changes on the site, then we cannot be held responsible if we overwrite the changes that you have made. Good communication is the key here, so that we can ensure that everyone is on the same page.
13. 3rd party plugins and code
We will often use third party software and services in the work that we do. In cases where we have stated the use of third party software and services in our quote to you, the quote assumes that these tools will function as intended at the time of launch. These tools often provide amazing functionality with much reduced time and cost compared to custom development, but it’s not always smooth sailing. In the event that things don’t work perfectly, we will discuss the issues with you and agree any additional costs associated with overcoming the third party issues.
It’s also important to be aware that some 3rd party software may come with ongoing costs for licence fees. This could be for ongoing access to a 3rd party service, or for access to future software updates. In the event that your project needs to use any paid 3rd party services, we will discuss this with you so that you are aware of any potential ongoing costs.
We will always ensure that any 3rd party products or services are correctly licensed for use in your project (e.g. plugins, stock photos, themes etc) and you agree that any materials provided to us are legal for use in the project.
We work professionally and understand that confidentiality is important to you as it is to us. If you tell us something in confidence then we will ensure that none of our team, contractors or partners will ever discuss it outside the realms of internal conversation without written permission. Likewise, we ask that you agree that you will do the same for us.
With regards to data protection, all of our practices are regularly reviewed to ensure that your data is stored safely in line with EU General Data Protection Regulation (GDPR). We only share your data with trusted third party partners for the purposes of reasonably staying in touch and/or working on any ongoing project with you, with your consent.
15. Working with freelances or partner agencies
As a studio, we build and manage teams of talented people. We will put together the best team for your project. Sometimes our teams will include freelancers, contractors or even other businesses that we know and trust, and have worked with previously before involving them in your project.
All team members (internal and external) are bound by the same quality and confidentiality agreements that you have with us.
16. When does a project end?
We consider a project finished when the deliverables have been achieved and are ready to be handed over to you. But will still meet any pre-agreed requests during the warranty period.
As stated in our payment terms, we will invoice for the final payment before launch of the project (or milestone) and payment must be received in our bank account within 14 days of set live.
Upon receipt of payment and after-launch of the project we will consider that phase of the project complete unless we have agreed to complete some deliverables after launch, in which case the project will be considered complete after those deliverables are ready.
If there is any dispute about completion of the deliverables then we shall partially invoice for the accepted elements and invoice for the remainder when the final timelines are agreed.
In the event that a project stalls for more than 30 days because of delays on your side, we reserve the right to invoice for the work completed up to that point. The project can then be resumed for up to another 30 days after that date with no additional costs to you.
17. Who owns the work?
It’s important that we all know where we stand in the assignment of intellectual property rights for a project. So to start off, all rights will remain the property of Design by Red until such time that we have received payment for the work in question. At that point, it gets a little more complicated, so stick with us while we explain!
Creative work – all rights for creative work and designs will be transferred to you as the client. We have done these designs for you and they are bespoke to your needs, and you are free to do what you want with them.
Bespoke code – any code that is written entirely for you, creating the front end interface to match your design and bespoke functionality entirely unique to you, will be owned by you and you are free to do with it what you like.
Modular code – It is inefficient to reinvent the wheel by creating code for common uses that is similar across multiple projects. For example, our own theme for WordPress. Where this code is created by us and used in your projects, you have the full right to use it only for the project that you have paid for unless otherwise stated in writing. All other ownership rights will remain with us.
3rd Party code – All projects involve the use of some 3rd party code. In these cases we will ensure that they are licensed for you to use in your project but ownership rights will remain with the relevant 3rd parties.